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STATE OF MINNESOTA IN SUPREME COURT A06-1233 Court of Appeals Anderson, G. Barry, J. Took no part, Magnuson, C.J.

Charles Risdall, et al., Appellants, vs. Filed: July 31, 2008 Office of Appellate Courts

Brown-Wilbert, Inc., et al., Defendants, Christopher C. Brown, et al., Respondents. SYLLABUS 1. Federal law does not preempt state registration requirements with respect to

securities that purport to be, but are not in fact, federal covered securities. 2. A securities offer need not result in a sale in order to be integrated under

Minn. Stat.

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